Common use of Indemnification of the Purchasers Clause in Contracts

Indemnification of the Purchasers. The Co-Borrowers jointly and severally shall indemnify and hold harmless each Purchaser and its officers, directors, stockholders, partners, members and trustees, employees, agents, representatives and affiliates against any and all out-of-pocket losses, damages, liabilities and expenses incurred in connection with any and all breaches (except for gross negligence or willful misconduct committed by any Purchaser or any of its representatives), actions, suits, proceedings including investigations and claims of any kind arising out of or in connection with the execution or delivery of, any advance made under, the indebtedness evidenced by, or any amendment, waiver or consent (whether or not such amendment, waiver or consent becomes effective) relating to all or any of the Transaction Documents or the Guaranty Agreement, including (without limitation) all out-of-pocket costs and expenses (including, without limitation, attorneys' fees) in connection with: (i) any breach or Event of Default under or with respect to any Transaction Document, (ii) enforcing, defending or declaring any rights or remedies under the Transaction Documents; and (iii) responding to any subpoena or other legal process or participating (whether voluntarily or involuntarily) in any legal or other proceeding or investigation of any nature; and any insolvency or bankruptcy of any Obligor or any affiliate thereof. Without limiting the generality of the foregoing, the Co-Borrowers jointly and severally shall, upon demand, pay or reimburse each indemnitee for all indemnified costs and expenses (including attorneys' fees and expenses) incurred thereby. The Co-Borrowers' obligations under this Section 10.1 shall survive the payment, transfer, conversion, cancellation, enforcement, amendment, waiver or release of the Transaction Documents.

Indemnification of the Purchasers. The Each of the Co-Borrowers shall jointly and severally shall indemnify and hold harmless each Purchaser the Purchasers, the Collateral Agent and its their respective officers, directors, stockholders, partners, members and trustees, employees, agents, representatives and affiliates (collectively, the “Indemnitees”) against any and all out-of-pocket losses, damages, liabilities and expenses incurred in connection with any and all breaches (except for gross negligence or willful misconduct committed by any of the Purchaser or the Collateral Agent; for the avoidance of doubt, the indemnification obligations of the Co-Borrowers contained in this Section 9.1 shall not limit the Co-Borrowers right to pursue a cause of action against the Purchasers for any breaches of its representativesthe Purchasers’ representations, warranties or covenants contained in the Transaction Documents), actions, suits, proceedings including investigations and claims of any kind arising out of or in connection with the execution or delivery of, any advance made under, the indebtedness evidenced by, or any amendment, waiver or consent (whether or not such amendment, waiver or consent becomes effective) relating to all or any of the Transaction Documents or the Guaranty AgreementDocuments, including (without limitation) all out-of-pocket costs and expenses (including, without limitation, reasonable attorneys' ’ fees) (the “Indemnified Liabilities”) in connection with: (i) any breach or Event of Default under or with respect to any Transaction Document, (ii) enforcing, defending or declaring any rights or remedies under the Transaction Documents; and (iii) responding to any subpoena or other legal process or participating (whether voluntarily or involuntarily) in any legal or other proceeding or investigation of any naturenature relating to the Transaction Documents; and any insolvency or bankruptcy of any Obligor Genaissance or any affiliate thereofSubsidiary. Without limiting the generality of the foregoing, the Co-Borrowers jointly and severally Genaissance shall, upon demand, pay or reimburse each indemnitee for all indemnified costs and expenses (including reasonable attorneys' ’ fees and expenses) incurred thereby. The Co-Borrowers' Genaissance’s obligations under this Section 10.1 9.1 shall survive the payment, transfer, conversion, cancellation, enforcement, amendment, waiver or release of the Transaction Documents.

Indemnification of the Purchasers. The Co-Borrowers jointly and severally Company shall indemnify and hold harmless each Purchaser and its officers, directors, stockholders, partners, members and trustees, employees, agents, representatives and affiliates against any and all out-of-pocket losses, damages, liabilities and expenses incurred in connection with any and all breaches (except for gross negligence or willful misconduct committed by any Purchaser or any of its representativessuch Purchaser), actions, suits, proceedings including investigations and claims of any kind arising out of or in connection with the execution or delivery of, any advance made under, the indebtedness evidenced by, or any amendment, waiver or consent (whether or not such amendment, waiver or consent becomes effective) relating to all or any of the Transaction Documents or the Guaranty Agreement, including (without limitation) all out-of-pocket costs and expenses (including, without limitation, attorneys' fees) in connection with: (i) any breach or Event of Default under or with respect to any Transaction Document, (ii) enforcing, defending or declaring any rights or remedies under the Transaction Documents; and (iii) responding to any subpoena or other legal process or participating (whether voluntarily or involuntarily) in any legal or other proceeding or investigation of any nature; and any insolvency or bankruptcy of any Obligor the Company or any affiliate thereof. Without limiting the generality of the foregoing, the Co-Borrowers jointly and severally Company shall, upon demand, pay or reimburse each indemnitee for all indemnified costs and expenses (including attorneys' fees and expenses) incurred thereby. The Co-Borrowers' Company's obligations under this Section 10.1 shall survive the payment, transfer, conversion, cancellation, enforcement, amendment, waiver or release of the Transaction Documents.

Indemnification of the Purchasers. The Co-Borrowers jointly and severally Company shall indemnify and hold harmless each Purchaser and its officers, directors, stockholders, partners, members and trustees, employees, agents, representatives and affiliates against any and all out-of-pocket losses, damages, liabilities and expenses incurred in connection with any and all breaches (except for gross negligence or willful misconduct committed by any Purchaser or any of its representativessuch Purchaser), actions, suits, proceedings including investigations and claims of any kind arising out of or in connection with the execution or delivery of, any advance made under, the indebtedness evidenced by, or any amendment, waiver or consent (whether or not such amendment, waiver or consent becomes effective) relating to all or any of the Transaction Documents or the Guaranty Agreement, including (without limitation) all out-of-pocket costs and expenses (including, without limitation, attorneys' ’ fees) in connection with: (i) any breach or Event of Default under or with respect to any Transaction Document, (ii) enforcing, defending or declaring any rights or remedies under the Transaction Documents; and (iii) responding to any subpoena or other legal process or participating (whether voluntarily or involuntarily) in any legal or other proceeding or investigation of any nature; and any insolvency or bankruptcy of any Obligor the Company or any affiliate thereof. Without limiting the generality of the foregoing, the Co-Borrowers jointly and severally Company shall, upon demand, pay or reimburse each indemnitee for all indemnified costs and expenses (including attorneys' ’ fees and expenses) incurred thereby. The Co-Borrowers' Company’s obligations under this Section 10.1 shall survive the payment, transfer, conversion, cancellation, enforcement, amendment, waiver or release of the Transaction Documents.